1. Indo – Infra Inc.   2. Illuminate Asia Holdings III Pte. Ltd.   3. Alpha Asia Holdings II Pte. Ltd.   4. KIA EBT Trust (through its trustee ‘Catalyst Trusteeship Limited’)

A SUMMARY OF THE PROPOSED TRANSACTION, AS REQUIRED UNDER REGULATION 13(2) OF THE COMPETITION COMMISSION OF INDIA (COMBINATIONS) REGULATIONS, 2024

A. Name of the parties to the combination

1. Indo-Infra Inc. (Indo-Infra / Acquirer);

2. Alpha Asia Holdings II Pte. Ltd. (Alpha 2);

3. KIA EBT Trust (EBT);

4. Illuminate Asia Holdings III Pte. Ltd. (Illuminate Asia / Target); and

5. Lighthouse Learning Private Limited (LHL)

Indo-Infra and Illuminate Asia are collectively referred to as the Parties.

B. Nature and purpose of the combination

6. The Proposed Transaction involves Indo-Infra's proposed subscription of equity shares and redeemable preference shares of Illuminate Asia, aggregating to approximately 21.35% of the total outstanding and issued equity share capital of Illuminate Asia.

7. The Proposed Transaction is being notified under Section 5(d) of the Competition Act, 2002.

8. The Proposed Transaction also includes the following inter-connected steps exempt from a notification requirement on a standalone basis—

• (a) proposed intra-group transfer of 100% securities of Alpha 2 held by Alpha Asia Holdings I Pte. Ltd. to Illuminate Asia; and
• (b) proposed acquisition of certain additional stake aggregating to approximately 193,236 equity shares in LHL from its promoter Prajodh Rajan by: (i) Alpha 2; and (ii) EBT through Catalyst Trusteeship Limited.

C. Products, services and business(es) of the parties to the combination

Indo-Infra

9. Indo-Infra is 100% owned by Public Sector Pension Investment Board (PSP). PSP is a Canadian Crown corporation established by the Public Sector Pension Investment Board Act.

10. PSP manages a diversified global portfolio mainly in capital markets, private equity, real estate, infrastructure, natural resources and credit investments.

Illuminate Asia

11. Illuminate Asia is a private company limited by shares incorporated on 29 August 2025 under the laws of Singapore. Illuminate Asia is indirectly wholly owned by investment funds, vehicles and / or accounts advised and managed by various subsidiaries of KKR & Co. Inc.

12. Illuminate Asia has presence in India only through its indirect ownership of LHL and its subsidiaries (LHL Group).

13. The LHL Group is an education provider in India. LHL provides:

• (a) education to children through playschools and kindergarten programs (Pre-K) in India.
• (b) education support services, such as education consultancy, curriculum development, digital learning solutions, operational support to various K-12 schools.
• (c) franchise of 'Billabong High International' K-12 schools to certain franchisees, who operate the said schools across certain states in India on a franchise basis.

D. Respective market(s) in which the parties to the combination operate

14. There are no horizontal overlaps, actual or potential vertical relationships, or actual or potential complementary linkages between the activities of the Acquirer and the Target in India. Given that there are no overlaps, the Proposed Transaction does not raise any risk of appreciable adverse effect on competition in India.

15. Therefore, the Proposed Transaction is being filed under the Green Channel route in accordance with Section 6(4) of the Competition Act, 2002 read with Rule 3 of the Competition (Criteria of Combination) Rules, 2024.

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